Spiderman 4
by scottishace
Summary: Fleeing from the law, killer Cletus Cassidy is absorbed by the remnants of the Venom symbiote, creating the psychotic Carnage. A power worker is electrocuted while working on power lines, creating Electro. Can Spiderman defeat his greatest foes yet?
1. Chapter 1: Shrouded Skies

Chapter 1

The sky above New York was pitch black, pierced only by the gentle silver of stars. On the ground below, cars, their headlights little more than sparks from the high buildings, made their way from place to place. The occasional screech of brakes echoed up from below; a careless pedestrian stepping out in front of a car, or perhaps someone pulling out on a red light. From the Chrysler Building, Spiderman couldn't tell. He didn't particularly want to know, either. He was cold, tired, and in pain. His last confrontation with Venom and the Sandman was to blame. Rain came down in a grey drizzle, making his brilliantly bright blue and red suit become damp and weigh down on his shoulders. It did nothing to improve his mood.

It'd been a day since his final confrontation with Venom. And already he was back on the job. There was no rest for Spiderman. Not now, and not ever.

Standing up, Spiderman stretched, his suit's black web-lines stretching. He looked through his white eye-pieces, spying a tall building off to his right that he could swing from.

Spiderman bent his knees, and then jumped to the right. He sailed twenty metres into the air, his powers of agility pushing him forward, and began to fall with a graceful spin. He waited, and then extended his right hand. His two middle fingers made a half-fist, and he extended his index, his thumb, and his issmall finger. Suddenly, with a _whack, _a thin line of silver webbing shot from his wrist, shooting out and connecting with the tall building he'd noticed earlier. He gripped the web-line, and swung around the building, releasing the line and landing gracefully on the side of another skyscraper. His hands and feet stuck to the steel wall without resistance, and he climbed up at rapid speeds as if he was crawling across a level floor.

The blue flash of police lights glowed outside the window, casting a harsh light in the dark laboratory. Cletus Cassidy, a renowned serial killer, stumbled through the dark lab, knocking over test-tubes and stumbling over desks. Glass cabinets rimmed the walls of the large laboratory, containing vials and jars of varied substances. Cassidy knew that the police would get him this time; there was no escape.

Running a hand through his sweat-dampened brown hair, Cassidy stumbled towards the lab door. He grabbed a small wooden stool from under a desk, and walked up to the wooden door. He quickly jammed the stool between the door handle and floor. _That'll hold them for a while, _he thought, smiling a little in relief. He slid a hand into the inside of his black, waterproof jacket and felt the comfortingly cool metal trigger-guard of his pistol. The pistol was average sized, and jet-black. It fitted snugly into Cletus's small, grimy hands. The magazine in the gun had originally carried sixteen nine millimetre rounds, but now it carried just ten.

In a cocaine-induced frenzy in the middle of Fifth Avenue, Cassidy had pulled his gun on a woman, a _pregnant _woman, and shot her in the head. He'd shot another two men who'd witnessed his crime, and ran. He'd stumbled through the streets of New York, pushing aside cold and weary bystanders, and shooting yet another due of people; one woman, and a child who couldn't have even been six. He'd then shot a police officer who'd tried to confront him just before he'd arrived at New York University, and broke into a laboratory inside.

Cassidy grinned manically and licked his thin, white lips. He'd gotten quite a buzz from killing the police officer, and he had no remorse for any of his other victims; Cassidy was psychotic, and he knew it. Cassidy had killed his own grandmother when he was five by pushing her down the stairs, and he still had fond recollections of that day.

_All people die… _Cassidy thought. _I just help them along the way._

Suddenly, without warning, a crack sounded up from outside of the laboratory. One of the wide windows that occupied the rear wall of the room suddenly shattered, sending small shards of glass shooting in all directions as a bullet, fired form a police man five stories below and a few hundred metres away, shattered a window. Cassidy screamed in horror as he felt the white-hot bullet graze his left shoulder. He toppled back, the bullet just scratching his skin with its glancing hit. But Cassidy screamed anyway; it was like his shoulder had been hit by a whip.

Stumbling backwards, Cassidy tripped over his own feet. His arms wind-milled as he fruitlessly tried to regain his balance, and he toppled backwards, smashing into one of the glass cabinets at the front of the room. The glass shattered, piercing small wounds all over Cassidy's body. He knocked over many vials, and they shattered on the floor, sending multi-coloured liquid splashing across the lab's pristine white floor. One jar, contained a black, semi-liquid substance that seemed to pulsate, shattered near Cassidy's foot.

Cassidy picked himself up from the cabinet wincing and pulling out shards of glass from his back.

He straightened up, just as the sudden bang of a shoulder ramming a door echoed through the room. The police were coming into the room! Cassidy, suddenly giddy, laughed; he would kill as many of the police as possible before surrendering.

Cassidy slowly slid his P99 from its concealed holster, and levelled it at the door. He fired a shot, waited another five seconds, and fired another shot through the door. He continued with the pattern until he'd used every single one of his rounds.

_Well. Looks like I'll have to threaten a lot of lawyers to get out of jail this time, _Cassidy thought, with just a pang of disappointment.

It was then that he felt a sudden pain on his right leg, where one of the shards of glass hit cut, just below his knee. Looking down on reflex, Cassidy's face twisted in shock, fear, and revulsion.

The black, pulsating mass in the jar that he'd shattered had seemingly expanded and grown. It was now slithering its way up Cassidy's leg; it'd already engulfed both of Cassidy's feet, and was moving up both of his legs. The pain had been the black mass sliding into one of his cuts.

Screaming, Cassidy threw his gun into the pulsating mass. The black goo merely solidified a part of its mass, and the gun bounded off its suddenly hard surface. The goo resumed its climb up Cassidy, engulfing the serial-killer up to his scrawny thighs.

Cassidy had seen enough horror B-movies as a slightly deranged child to imagine that this stuff might be some sort of self-replicating life-form attempting to assimilate all life into itself. Of course, Cassidy was wrong. What was absorbing him was much, much worse.

He was being absorbed by a _symbiote. _

Cassidy screamed and reached down to tear the gooey substance from himself as it reached his abdomen. The goo merely started to slide up Cassidy's flailing arms, and the pain of the substance flowing into Cassidy multiplied tenfold as it slid into the hundreds of tiny glass-cuts on Cassidy's thin arms.

Cassidy screamed a final time as the glossy black substance finally reached his neck, rising up to flow into his mouth, up his nose, into his eyes, and through his ears, until, eventually, the entire black goo had consumed Cassidy.

Suddenly, Cassidy's body-shape became easy to make out. It writhed horribly, but the black goo had solidified to form a sort of muscled body suit that seemed to be mainly solid, but part liquid. Suddenly, Cassidy's mouth reappeared, but it sported a long row of fangs instead of teeth, and a curling black tongue.

His eyes also reappeared, but they had at least quadrupled in size, and were now spherical, and purely white. His nose also appeared in the form of two slits.

And then, finally, the bodysuit turned a mottled mixture of red and black, run through with what looked like red and black webbing, not unlike the black web pattern on Spiderman's costume.

Suddenly, Cassidy, or perhaps just the living being that had enveloped him, allowed his mouth to break into a psychotic and terrifying grin that revealed the gleaming white fangs in the mouth of the creature… Carnage had been born.


	2. Chapter 2: Reincarnation of a Poison

Chapter 2

With a final thump, the door burst, and the stool snapped in half. Four SWAT members, armed with MP5 submachine guns, burst into the darkened room, weapon butts in their shoulders as they moved through the room and confirmed that no one was inside.

The tall leader of the SWAT team flicked back his anti-shrapnel visor and spoke into his radio, quickly and quietly. "Target is not in room! I repeat, target is not in room!"

Another voice, slightly scratchy, replied. "Could he have jumped out of the window?" asked whoever the SWAT captain was talking to.

"Well, there's no other door, and the window's five stories up," the captain rolled his eyes at the blatant stupidity of the other man manning the radio. _Who jumps out a five story window into a courtyard full of police? _

"Roger. Search the nearby area. This is Sergeant McClain, over and out."

The SWAT captain turned, but his team were already ready to move out. They'd been listening on their own radios.

"Let's find this son of a bitch."

Suddenly, a terrible shrieking voice sounded from above. "_I'm right here!"_

Carnage dropped from the ceiling, his red and black hands suddenly changing shape, forming a semi-circle of sharpened blade. The manic glint in the madman's eyes told the SWAT team everything the strange symbiote was about to do.

Carnage swung the blades like axes, opening up a crimson slash on the chest of the nearest SWAT officer, the captain. The man screamed and toppled back onto a desk, blood spraying out from his severed veins and arteries. The desk slid back, and the SWAT man fell to the floor in a heap.

Carnage whirled just as one SWAT man opened fire with his sub-machine gun. Thirty bullets, a full magazine, exited the SMG (sub-machine gun), and hit Carnage in the chest. The strange symbiote being didn't even flinch; his skin merely extended like a solar flare and grabbed the bullets in mid-flight, dropping them harmlessly to the floor.

Carnage swung his hand-blades down on the SWAT man's SMG as he tried to reload, slicing the stock off of the weapon. The SWAT man screamed and dropped his SMG, trying to grab his pistol. But Carnage had anticipated that. One of his hand-blades returned to its normal hand shape, and grabbed the SWAT man by the throat. The man squealed, and Carnage threw him bodily out of the window.

The next two SWAT men retreated, firing indiscriminately into Carnage. Again, the bullets were stopped.

Carnage swung his hand-blade at the closest SWAT man. The man, who couldn't have even been twenty five, dodged to the side, and Carnage's blade only severed his arm at the elbow.

The man screamed, dropping his weapon and falling to the ground, holding his stump of an arm and trying to stop the crimson flow of blood that was jetting from it.

Carnage laughed as the last SWAT member tried to run for the door, screaming. Carnage merely let his other hand-blade return to the normal shape of a hand, and extended his arms. Red lines of web shot from Carnage's wrists grabbing the SWAT member and wrapping around his neck. Carnage wrenched the web back, and the SWAT man, in the grip of the web, was dragged back, on his knees in front of Carnage.

Carnage spun the man around until he was facing away, and then tightened his grip on the web, using it as an improvised garrotte to throttle the SWAT member. He then put his foot on the man's back, pushing forward to increase the man's suffering as he gurgled and choked.

The man thrashed horribly, and slowly went limp. His face had turned a deep shade of maroon because Carnage had cut off his head's blood supply with the garrotte.

Carnage giggled insanely, and turned towards the last SWAT man living, the one that lay on the floor, sobbing and holding his severed arm. Carnage walked forward, bent down, and seized the man by the neck. Carnage's needle teeth glinted in the eerie blue of the police lights, as he plunged those needle teeth into the man's skull.

The SWAT man screamed incoherently, as, like a vampire, Carnage slowly sucked up the man's brain with his hollow needle teeth…

Spiderman twisted and looked down at the sound of gunshots. Below him, jus visible in the light cast by the streetlights was a small jeweller shop, the type that had no security and was therefore a prime target for robbers. The gunshot had come from inside the shop although the shutters were down, but the door was open.

Spiderman backflipped and landed just in front of the door. He leapt into the shop, cruising over a small aisle filled with earrings and landing in front of the counter. His spider-sense tingled to warn him of danger, and he twisted to the side just in time to dodge the white, forking bolt of lightning that shot through the air, just missing the wall-crawler.

His spider-sense tingled again, and he leapt to the side, dodging another bolt, and kicking off from the wall just in to dodge a third lightning attack.

Suddenly, the nearest aisle, the one Spiderman had leapt over, collapsed, sending jewellery flying everywhere. Behind the toppled aisle, was a short man, his chest having as he drew breath. He wore a black raincoat, and a pair of jeans. A mask made from a beanie hat with holes cut in it covered his face. Had this man attacked with those bolts of lightning?

Spiderman noticed that the man clutched a large brown bag, holding it by the straps. It was obviously full of money. And, jammed into his jeans, the man had a gun.

"Hey, pal, put the bag down. If you pull that gun on me, or try to escape, all the stolen money will go to your funeral!" said Spiderman, advancing carefully and trying to spook the criminal.

"No!" The man spoke with an accent, perhaps Russian, but definitely from a former-Soviet state. "I take the money! Do not interfere!" The man's free hand went for his gun, and Spiderman reacted.

He fired a quick blob of web at the criminal's hand, knocking it away from the gun. He then fired a long stream of web at the Russian, which blasted the criminal against a wall in a stream of white semi-liquid.

The Russian was suspended on the wall, feet dangling uselessly, pinned by web. His gun had fallen from his jeans, and lay of the floor. He'd also dropped the moneybag.

Whirling, Spiderman surveyed the scene. The jeweller shop was actually bigger than he'd expected, but he had to find whoever the Russian had fired his gun at earlier, when Spiderman had first been alerted to the robbery.

Peeking around a corner, Spiderman found the gunshot victim. He was an old, wearing a white shirt and black tie. There was a hole in his hip where the bullet had entered his body, stained dark brown as the blood had dried. _Wait a minute! _Spiderman thought. _This man's been dead for hours!_

Spiderman whirled as he suddenly became aware of a ripping, sizzling noise coming from his prisoner.

Racing towards the Russian, Spiderman froze. The web that he'd used to stick the Russian to the wall was blackened, curled and burned. The Russian wasn't much better. His face was blackened and gaunt, and steam rose in curling wisps from his boiling skin. His hair, formerly brown and shaggy, was now black and sticking out in all directions. His mouth was still open in a final death scream, belching smoke. The man had been electrocuted.

Spiderman heard hurried footsteps heading towards the door. He broke into a run, just as the footsteps slid to a stop and changed direction, heading to the back of the shop. Spiderman, trying to find whoever was casting the strange lightning bolt attacks, changed direction, following the sound of the footsteps.

Spiderman reached the back of the shop, just in time to see a small door leading to a staff-only area of the shop swing shut. He raced towards the door and tried the handle. The door didn't budge; whoever was in the staff-only area had keys.

Spiderman rammed the door, and its thin wooden frame splintered and broke without protest.

The wall-crawler burst into the corridor ahead. The only light came from the far end; moonlight. A fire escape had been opened, and whoever had been running from Spiderman had escaped.

Spiderman's head spun as he tried to think of anything that could cast lightning bolts.

"Hey! Freeze!" Whirling, Spiderman heard the shout of a policeman as he entered the jewellers through the front door. Evidently, someone had heard the gunshot and called the police.

Spiderman didn't have time to examine the scene thoroughly; he had to go. Breaking into a sprint, he jumped out of the fire escape, landing out on a street. The policeman had came in from the other street, through the front of the building, leaving Spiderman maybe twenty seconds to escape.

Breaking into a sprint, Spiderman knew that if the police saw him fleeing the crime scene, an official warrant for his arrest would go out, so he had to _get away._

Sprinting away down the street, Spiderman came to the conclusion that web-swinging away form the crime scene would be too conspicuous. So, bending his knees, he leapt straight up, flying fifty metres into the air and landing on a rooftop with a thump that made his knees wobble.

Racing across the building, Spiderman leapt across the street, landing atop yet another building. He continued to jump from building to building, racing homeward; he'd did enough crime-fighting tonight.


	3. Chapter 3: Blazing Carnage

Chapter 3

Spiderman leapt the last twenty feet onto his apartment's balcony. He quickly stepped inside, pushing the fluttering curtains out of the way.

Pulling off his mask, Spiderman, now Peter Parker, surveyed his apartment. It was new; Mary-Jane had made quite a bit of money in her latest Broadway performance, and they'd finally moved out of the slum that he'd inhabited for the last two years. The living room was wide, with softwood flooring and delicate lighting. The walls were a cream colour, and three couches sat in an arrangement around the TV. A few DVDs lay on the floor where Peter had left them this morning. He'd been watching _Seabiscuit _which he thought of as an okay film with a good actor.

Rubbing his brown hair thoughtfully, Peter wandered into the biggest of the three bedrooms. The large bed ahead of him was empty; Mary Jane was still out performing in _Hamlet. _

Peter pulled off his Spiderman outfit, wrinkling his nose as the mixture of sweat caused by the tight suit and dirty rain wafted up from his armpits.

After a quick shower, Peter switched the bedroom's TV on, and the news flicked on. A short woman with ferocious curls spoke quickly.

"_A fire has broken out on a theatre in Broadway, which was showing Hamlet at the time the blaze started. Most of the audience and actors have been evacuated, but three actors are trapped on the stage; the blaze is too thick for the fire-fighters to penetrate. The police refuse to comment on whether this is arson or not…"_

Before the reporter could finish her sentence, Peter Parker had changed into Spiderman and started swinging towards the Broadway.

The fire was belching thick, black smoke into the skies of New York. The theatre, a tall and modern building made from steel and glass, was almost entirely consumed by the crimson flames that leapt hungrily from the windows, shattering windows with ear-splitting screeches. Spiderman frontflipped off his web-line, soared over the twenty fire trucks arrayed in a semi-circle around the building, and dove headlong into the charred gap where the steel wall had been blasted apart by a ruptured gas-main.

Spiderman rolled and stood up in the blackness. All he could se was smoke, penetrated by great bouts of flame. His heart thudded in his chest; the theatre was the one Mary Jane acted in. 

_Calm down! _Spiderman thought, his heart beating frantically. _I can use my Spider-Sense…_

Spiderman squeezed his eyes shut and concentrated, letting his heightened reflexes guide his feet forward. 

A sharp crash sounded from above him, and he launched himself forward just in time to dodge a section of the ceiling as it collapsed. Spiderman twisted in mid-air, narrowly dodging an explosion, and then stuck himself to a steel girder which had been knocked over slightly by an explosion. He stayed there for just half a second before throwing himself forward, and diving into what he thought was a theatre viewing-balcony. 

The heat on the balcony was incredible, and the ash in the air was choking Spiderman. His heart pounded horribly, and a hacking cough escaped his throat. Flames from below suddenly ignited the flammable carpet and wooden floor of the balcony, and the small viewing platform suddenly broke from the wall it was connected to and swung forward. Spiderman bent his knees and leapt forward, twisting to avoid a piece of wreckage coming tumbling down from the roof, and landed on the stage. His Spider-sense instantly picked up three presences huddling together on the stage. One was familiar: Mary Jane! 

Reacting on instinct, from the experience of saving hundreds of people from previous blazes, Spiderman extended both his arms and webbed the three actors together. He pulled the webs and half-turned, letting the sticky web that bound the three actors stick itself to his back. He now had the actors secured on his back. 

Spiderman leapt forward, and his Spider Sense tingled. He kicked out and fired a web to stick itself to the ceiling, and his outstretched legs met a piece of metal wreckage, blasting it away instead of letting its sharp edges cut him in half. 

An explosion mushroomed out from above, the shockwave hitting Spiderman before he could react. The web he clung from melted in the intense heat of the explosion, and the web-swinger began to plummet towards the inferno below. He desperately fired out another web, back towards the stage, which latched onto an aerial camera designed to give the audience in the rear area of the cavernous hall close-ups through screens. Spiderman grabbed the web and pulled, catapulting himself back onto the stage. He landed, just in time to leap back as more than half of the theatre's roof collapsed inwards, blocking all of the main entrances and exits. The rubble was stacked so high that Spiderman couldn't leap over it, and most of the rubble was made of artistic and highly-flammable wood, which would be ablaze before Spiderman could crawl to the top and escape through one of the gaps in the theatre's roof. 

Spiderman turned and bolted off the stage, only to find that every fire exit and cast exit was blocked by huge amounts of rubble which would take a lot more time to lift than Spiderman had. The charred and blackened walls on either side of Spiderman, however, were made of oak, which Spiderman could break effortlessly.

Spiderman kicked out with his left foot, shattering a man-sized hole in the wall. Giving the wall another good few kicks to ensure that the actors on his back would fit through, he ran through the hole. 

Bursting into the changing rooms, Spiderman spied a skylight, high above him. It had shattered in the intense heat, leaving a perfect escape route. 

Without thinking, Spiderman ripped the actors off of his back, and hurled them up, through the skylight. Luckily, the roof above the dressing rooms were made of thick steel which the fire would take hours to melt, and the actors would probably be rescued within minutes by fire-fighters. 

Spiderman leapt to follow, but was met in mid-air by something incredibly strong, and hurled against a wall. Spiderman hit the wall, made of dark red bricks, and was hurled through. A trail of dust and shattered bricks followed him as he broke through another wall, and tumbled into a cast-only toilet. 

Extending a hand, Spiderman grabbed the wall of a cubicle as he ripped through the white, tiled walls of the bathroom. But he'd been hit too hard, and the cubicle wall was merely ripped off by Spiderman's grip. 

Spiderman eventually came to as he was blasted through the wall of the male restroom, and into the female one. He crashed into a row of cubicles, which were smashed by his weight. But, they slowed the wall-crawler enough so that, when he'd battered down every cubicle and hit the wall of the restroom itself, he merely cracked the tiles instead of smashing through.

Spiderman slid to the ground and keeled over onto the wreckage of the cubicles, horribly sharp pain slithering up and down his spine. His only thought was how the attack had not been detected by his Spider-Sense. It'd been just like his fight with Venom; every attack had been undetectable. But the Venom suit, and Eddie Brock, were both dead, killed by Harry Osborn's pumpkin bombs.

Getting unsteadily to his feet, Spiderman looked through the holes he'd made in the walls. A pathway of wreckage and destruction traced itself to his stop, showing exactly what he'd been punched through. Steel, plastic, bricks, and enamel all lay littered in front of him.

Sprinting forward, Spiderman leapt through the gaps in the walls, landing under the skylight and leaping straight up. He moved so fast that surely no attack could catch him; he had no desire to face something undetectable by his Spider-Sense, particularly with his lungs filled with ash, his body in incredible pain, and with Mary Jane stuck on the roof of the burning building.

Spiderman grinned under his mask as he neared the skylight. It was just then that a rope—no, a web!—shot by his right side, black, and with a composition like barbed wire. It suddenly snaked to the left and wrapped itself around his throat like a whip. Spiderman gurgled horribly as the improvised noose closed his trachea and suddenly jerked him back towards the ground. 

Spiderman's hands came up to grip the web, and pulled desperately. But he'd been caught by surprise, again, and the web pulled him head-first into the ground with a horrific crash. 

He smashed through the floor as if it was paper, and fell into the mercifully cool darkness of the basement. For a second, he was free, without pain or worry, but then he was smashed into the uneven, concrete floor of the basement, which was merely reduced to dust by the impact. 

Plummeting unceremoniously through the ground, Spiderman fell into a subway tunnel. He landed on his belly and the sound as he hit the ground echoed in the metallic tunnel. A train roared past, centimetres in front of Spiderman's head, the thunder of its wheels roaring in his ears. Blackness appeared at the side of his vision, but he battled with the looming veil of unconsciousness, and managed to stay awake.

Rolling onto his back and leaping to his feet Spiderman quarter-turned and retreated a few steps, staying off of the subway tracks but staying away from any possible attacks from the theatre.

The subway tunnel was quite large, designed to take two trains heading in the opposite directions from each other, each on a separate track. The tunnel was roughly circular. Ahead of Spiderman, it rounded a corner, and behind him it came to a bridge over a large circular pit. Above and below the track-bridge, more track-bridges criss-crossed over each other, leading off in different directions. Pipes containing sewage also ran from wall to wall and at the bottom of the pit there was a large steel manhole leading into the main sewage system. The entire tunnel was well-lit by large light-bulbs, casting pasty yellow light over the tunnel.

Spiderman gritted his teeth, listening to the grinding sound, and prepared to meet his enemy. 


	4. Chapter 4: Commuter's Nightmare

Chapter 4

Commuter's Nightmare.

The figure appeared. Slowly, at first, sliding gently down into the tunnel. It moved like a human, but it was definitely something more than a human. It positively radiated malicious feelings, and hate. The creature was enveloped in a pulsating red and black suit; like Venom's, only Venom's had been smooth. The suit on the creature facing Spiderman had a very erratic surface. Its face was similar to a human's, only with slits for a nose, needle teeth, the red and black suit-skin, and huge white eyes.

The creature straightened up, and smiled, its lips peeling back to reveal horrifically stained, but still deadly-looking, needle teeth. The creature was smaller, less muscular than Venom, but Spiderman knew, knew without being able to explain why, that it was more powerful than Venom ever dreamed of. Spiderman's mind raced; he had to find something that would create sufficiently loud noise to stun the creature, the symbiote.

"Eddie…" Spiderman extended his hand, trying to buy time. "You don't have to do this. I don't know how you survived, but you almost died because of the suit! And now, the suit has evolved, Eddie! It'll control you completely!"

The creature suddenly threw back its head and laughed, a high-pitched scream of malicious delight. "We are not Eddie Brock! Our old 'grandpa', the so-called Venom, was merely a weak fool, residing with an equally weak human. We are more powerful than they could ever be. We are _Carnage!_"

_We? They? Ah, the suit and its wearer. But how did another of these… things manage to find its way into New York?_

Spiderman prepared to speak again, but was interrupted as Carnage raised one of his wiry arms. The clawed hand on the end of the arm suddenly began to pulse and morph. It turned into a semi-circular red blade, like an axe-head. Carnage laughed again, and pounced.

Spiderman leapt to the side at the last second, dodging Carnage's sweeping attack with the blade. A train rumbled forward at high speeds, its running lights casting golden pools on Spiderman as it sped towards the jumping web-spinner.

Spiderman back-flipped, just dodging the train as it sped past, creating a temporary barrier between him and Carnage.

However, the barrier wasn't around for long. The train was gone a few seconds later, and Carnage pounced.

Spiderman twisted to the side, dodging Carnage's swing with the blade. But the monster's other hand came up and hit Spiderman in the jaw with an incredibly powerful punch. The wall-crawler was knocked to the side by the punch, flying into the air. He smacked off the tunnel ceiling, and then landed on the tracks, bouncing and rolling out into the bridge-crossed pit.

A second later, Carnage pressed the attack. The insane murderer leapt forward, bringing his right leg out in a snap-kick just as Spiderman got to his feet.

The kick propelled the wall-crawler off of the bridge, sending him tumbling down for fifty feet before he slammed into the subway tracks of another bridge.

Tendrils of pain shot up Spiderman's back, paralysing his legs as he lay on the tracks. He could hear a train rumbling towards him, seconds away. His Spider-Sense tingled, but he couldn't move his legs. The train would flatten him in less than twenty seconds.

Carnage's dark figure suddenly appeared, plunging towards Spiderman.

The wall-crawler gritted his teeth and extended both arms, sending criss-crossing lines of web flying into the air and attaching to walls, creating a temporary net to stop Carnage.

But the monster just kept coming, twisting into a dive and extending his blade-hand forward, slicing easily through Spiderman's web.

Grunting, Spiderman fired more web-lines. A few of the strands caught Carnage, slowing his descent. But now the oncoming train was almost on top of Spiderman!

Carnage suddenly broke free from his web-restraints, resuming his plunge towards the helpless wall-crawler.

"Argh!" grunted Spiderman, firing two smell 'web-bombs' from his wrists. The small blobs of web knocked Carnage off target, so that the monster's blade hit just centimetres to the left of Spiderman's head instead of cleaving his skull.

The rest of Carnage's body landed with a clang, winding Spiderman. The lunatic screamed and leapt off of Spiderman's form just as the train came within ten metres of the web-spinner.

Spiderman screamed again and fired two web-lines at Carnage's rapidly ascending form as the monster leapt to safety. The webs attached themselves to Carnage's back, and Spiderman grabbed the webs as they jerked. He was pulled off the tracks just as the train thundered across.

Spiderman twisted in mid-air as Carnage fired a tendril of hard web at the web-spinner's throat. The web shot past, and the feeling returned to Spiderman's legs.

Raising his slightly numb legs, Spiderman kicked out. Carnage screamed as his leap was turned into a frantic tumble. Spiderman grabbed the monster as it fell, and the two became locked into a desperate falling fight.

Spiderman gained the advantage by pressing his hands just above Carnage's eyes, and releasing a spray of web. The web shot into Carnage's eyes, blinding the creature. With an eye-watering knee-kick to Carnage's groin, Spiderman leapt out of the fray and landed on the pit's wall, sticking to it as the blinded creature fell.

Carnage screamed an ear-splitting hissing roar that shook the walls of the pit. A second later, the monster tore the blinding web from its eyes, and fired a web up at Spiderman.

The wall-crawler saw the attack coming, and pushed off from the wall, landing just to the left of a train track. Carnage's web, instead of dragging Spiderman onto one of the train tracks and probably ending his life, secured itself to a wall and stopped Carnage's descent.

Spiderman leapt upwards, landing atop a sewage pipe. He then leapt again, looking for an escape route; Carnage's strength was incredible, and there was no way that he could match it, toe to toe in a fight.

A sudden tingling sensation formed itself in the back of Spiderman's mind, and the superhero threw himself to the side. A second later, a metal beam, ripped from a track by Carnage, flew past Spiderman.

_I can detect his attacks when he throws something at me... _Spiderman was already twisting to land on his feet when Carnage's web caught him by the leg. The wall-crawler was jerked off his feet as Carnage leapt into the air, pulling his hand-blade back, ready to strike.

Spiderman stuck himself firmly to the train-bridge, and Carnage's blade missed by a bare centimetre. The web released, and the wall-crawler backflipped into the air, over Carnage's head.

Landing on yet another bridge, Spiderman stood directly in front of an oncoming train, just as Carnage leapt at him.

Spiderman fired a web from his right wrist, securing Carnage by the feet, stepping back, and jerking the monster forward. The train shot in front of Spiderman, forming a solid barrier between Carnage and the wall-crawler. The web-line attached to Carnage snapped, but the monster's own momentum carried him into the train. The monster crashed right through the steel walls of the train, and tumbled off the bridge. It was then that Spiderman's Spider-Sense tingled so acutely he thought his head would explode.

_The beam that Carnage threw at me! That was part of a train track! _Spiderman thought, whirling and concentrating on following his Spider-Sense's tingle. He leapt straight up and then flipped forward, landing on a bridge. His sense told him that the bridge he stood on was the one that had part of the track missing. Spiderman whirled, and saw a section of the track where the right beam was missing.

_Oh dear, _thought Spiderman. His Spider-Sense tingled again, and he realised that a train would be on the broken track in just a few minutes. The train would derail, and many would die! Spiderman knew it was time for desperate measures.

"Ah! You didn't think you would escape us so easily?" shrieked Carnage as he leapt to engage Spiderman!


	5. Chapter 5: Descent into Savagery

Chapter 5

Descent into Savagery

Spiderman dodged Carnage's leaping attack, kicking out ferociously. His leg buried itself in Carnage's stomach, and launched the insane monster off the end of the bridge.

_C'mon!_

By now, the oncoming train was just thirty seconds away. Spiderman focused on his Spider-Sense, trying to find a way to stop the train…

_There!_

The wall-crawler raced to one end of the bridge, and reached the wall next to the train-bridge. On the wall, there was a small steel box, with a metal lid screwed on with nuts and bolts. Spiderman ripped the bolts off without hesitation, and the opened box revealed a large level, labelled 'Emergency Stop'.

Spiderman grabbed the lever, and wrenched it down. His Spider-Sense instantly confirmed that the train was slowing down, and would stop a long way short of the bridge.

"Now to keep it that way…" muttered Spiderman, as he pulled the lever off and threw it away.

Carnage grinned maliciously, revealing his yellowed teeth, and cackled loudly. He saw Spiderman whirl, looking for the unseen threat, and his grin widened. He had the Spider outmatched in every aspect; the fact that Spiderman hadn't been totally and soundly beaten was because that Carnage wasn't even trying; he was gauging his enemy's strength, like he'd done in the past, when he was just Cletus Cassidy, stalking his prey before killing them.

Spiderman whirled again, frantic with fear. The wounds he'd sustained in the fight suddenly seemed to crash into him, and his body at once felt both incredibly numb, and burning with fiery pain. The injuries from his fight with Venom and Sandman also weighed heavy upon him; a cracked rib, and multiple large and deep wounds on his upper body and arms, many of which had been ripped open by Carnage and emitted small trickles of crimson blood. The agony was enough to freeze him in place for a few seconds, his hands moving to grip his stomach as he doubled over in pain, his eyes watering.

_Whump._

Carnage swung towards Spiderman and kicked out in one smooth motion. The superhero was in too much pain to avoid the silent but deadly attack.

Screaming horribly, Spiderman was knocked off the bridge. He fell back, and slammed into a wall with a horrific bang. The bricks of the wall crumbled and collapsed, some so beaten they turned to dust, and darkness appeared at the edges of Spiderman's vision, slowly closing in to blind him, His body was totally numb now, and his head lolled. With his last sight, he saw Carnage leap towards him, cackling menacingly and pulling his fist back.

The blow was enough to embed Spiderman into the wall totally. The wall-crawler was too weakened to move, and his suit was ripped all over, revealing cuts and scrapes, both old and new. Carnage's fist struck forward again, and Spiderman felt the pain more acutely than ever before. There was nothing else: no Spiderman, no Peter Parker, and no Carnage, nobody, nothing, nothing, nothing, nothing… Just pain!

Carnage struck again, whacking Spiderman's head with a whirling kick. The superhero took the blow, and then slumped forward. Carnage gleefully stepped out of the way as Spiderman uncaringly slipped towards a lethal fall. But the monster hadn't had all of his fun yet. It gently reached out and caught Spiderman with one hand, stopping the hero with what seemed like remorse. That hint of remorse disappeared almost immediately though, as Carnage slammed Spiderman back into the wall. He struck forward, again and again and again, until Spiderman's head was surrounded by blinding pain. He prayed for the merciful coolness of unconsciousness, but the constant jolts of his torture prevented him from sliding into the dark embrace of the coma that threatened to overcome the battered web-swinger.

Carnage suddenly stopped slamming the wall-crawler into the wall. He leaned forward; lips peeling back to reveal the needle-teeth which dripped with green saliva.

Carnage's voice was a gleeful whisper into the battered and bleeding ears of Spiderman. "Hello, Spiderman. Were we not good enough for you? We are the sample that you took to the laboratory in the University… You should've disposed of us when you had the chance. We found the remnants of our father, Venom, at the construction site were you killed him. We have his memories now, of how you tried to kill our cousins. But most important of all, we learned how to _hurt _you. Tell us, when Harry Osborn died, did he cry? Did he weep, begging for another shot at life? Well, remember, that it was your fault. When you controlled us, in your black suit, it was you who allowed us to bond to Eddie Brock in the church tower, you who didn't care if it caught some innocent bystander?" Spiderman's vision suddenly cleared, just in time to see the mask of Carnage peel itself back, the tendrils of the mask slithering back into the neck of the monster. Cletus Cassidy, his narrow face split by a horrific grin of monster needle teeth, his eyes, tinged red from Carnage's corruption, dancing with an infernal joy, his red hair hanging lank over his eyes. "We're here to educate you for your mistakes. You will die first; then it will be your precious friend's grave, dug up, and Harry Osborn's body mutilated. Then it will be Aunt May… I wonder if she shall scream at the moment of the most pain? Perhaps when I sever her final toe, or perhaps when I begin to eat her entrails," Spiderman's hands slowly curled into fists… "And then Mary Jane…" Cletus Cassidy's long black tongue flicked out to lick his needle teeth, just as the mask of Carnage once again folded over him. Spiderman, filled with rage, was reminded of Eddie Brock, when telling Spiderman about how he was going to extract revenge on the superhero for his humiliation.

Carnage exhaled, his putrid breath filling Spiderman's nostrils. "Mary Jane… Oh the pleasure that I'll get from her!"

Spiderman looked up sharply as Carnage giggled. Suddenly, his emotions took over. The human side of him suddenly disappeared, became second to that of the Spider. With an inhuman scream, Spiderman punched out, his fist connecting to Carnage. The punch was incredibly strong, enough to a metre-thick steel plate, but carnage absorbed the blow and laughed.

Spiderman continued to scream, and kept his fist pressed against Carnage's belly. Sonic waves poured from the mouth of Spiderman, and Carnage suddenly screamed, the monster's skin/suit beginning to writhe in pain as Spiderman's cry weakened it. And, with a horrendous yet satisfying ripping sound, a long 'spike', protruding from Spiderman's wrist, ripped into Carnage's flesh. The Spider-Stinger, its growth triggered by Spiderman's sudden surrender to his inhuman spider-side, shot out, shooting a paralysing toxin into the bloodstream of Carnage. Spiderman continued to roar and pushed the stinger deeper into Carnage's stomach, twisting his wrist to increase penetration and damage.

Spiderman's mask ripped at the mouth, revealing four glittering white fangs where Spiderman's canine teeth had once been. The teeth glistened with deadly crimson venom. Carnage emitted a high-pitched shriek as Spiderman's own roar ended. The superhero bucked his head forward as Carnage tried to escape. His efforts were futile, as Spiderman plunged his teeth into Carnage's neck, and the poison set in. The paralysing effect of Spiderman's stingers had prevented Carnage's escape, and the monster could do nothing to pull away from the bite.

Spiderman ripped his head back, pulling away a chunk of flesh, and Carnage silently fell backwards, disappearing into the shadowy depths below.

Spiderman sagged backwards, exhausted and in excruciating pain. The stingers slowly receded into his wrists, and his fangs steadily turned back into normal teeth. Spiderman was a physical wreck, but that didn't worry him. What truly worried him, was how he'd just let himself go, how his powers had suddenly manifested themselves in a horrible way.

There was only one thing Spiderman knew; it hadn't been Spiderman, or Peter Parker, or even a human that had bitten and killed Carnage.

It had been a spider. Nothing less. An animal, something that reacted only to instinct.

Spiderman shuddered, and straightened up slowly. Now he had to go and make sure Mary Jane was alright.

Spiderman leapt onto a subway bridge, and raced towards a manhole-ladder, not noticing the slight movement of the convulsing monster a hundred feet below him…


	6. Chapter 6: Out of the Blue

Chapter Six

Out of the Blue

Spiderman paused, clinging to the ceiling, just to the side of the skylight that would take him to MJ. He sighed, feeling the warmth of the huge flickering flames below encase his battered back. The flames crackled and spat horribly, growing in heat, until Spiderman began to feel uncomfortable. Blood, diluted by sweat, dropped from his suit and into the flames, evaporating with a light hiss.

_I've become a spider-man! Not Spiderman, but a spider-man. _

_Would MJ ever forgive me if I told her about how I killed Carnage? Of course she would, but that doesn't mean I should tell her. What made me just let go of myself there? How did those stingers and those fangs just shoot from my body? I'll have to find out. I'll go and visit Doctor Connors once I've got MJ and those actors to safety._

Leaping up and through the skylight, Spiderman winced as the cold night air bit his open wounds. He twisted a little, and landed on his feet. The roof, starting to heat up, shuddered as he landed on it, the faint vibration of metal making the cityscape in front of Spiderman appear to shudder. MJ and the two actors lay on the roof, all of them curled into foetal positions. Mary Jane's mane of red hair covered her face, but it was stained with water; she'd been crying. Her body moved slowly back in forward as she sobbed loudly, her hands curling into fists. Spiderman raced forward, hoping to see what was wrong. He reached Mary Jane and rolled her onto her back, hoping to see whatever injury was besetting her.

Spiderman recoiled in fright when he saw her. Her dress was charred black at the front, but not from fire. As well as sobbing, she twitched horribly, gasping with a sucking sound every few seconds. Her eyes were wide, her pupils and irises little more than tiny black and brown islands in a sea of white. Her face was charred slightly.

_Electricity burns… _Spiderman's mind whirled. Just like the man in the jewellers!

Dropping to his knees, Spiderman checked Mary Jane's pulse. He could find only a tiny twitch, but was it a pulse or just her twitching from electricity? He bent down to her mouth, but he could feel just a tiny bit of breath; her lungs were still functioning. He wanted to try cardiac compressions, but, if her heart was still working, the compressions would only stop it.

Tears stung Spiderman's eyes, and he ripped his mask off, casting it away. The cowl fluttered in the air, and was blown away by a fast gust of wind.

"No," muttered Peter Parker, his chest heaving as he cried. The other actors on the roof could see him, unmasked, and identify him as Peter Parker, but he didn't care; all that mattered was saving his fiancée.

Peter Parker grabbed Mary Jane, and spun a web cocoon around her body. He gently fastened the cocoon to his own chest, and then fashioned a web-mask for himself, leaving only eye and nose holes. He then raced off the roof and leapt off of the roof.

Peter didn't bother swinging down to the waiting ambulances below: Mary Jane's best chance of survival would be getting her to the hospital as soon as possible.

Peter shot a web up at the nearest building, swinging forward and leaping. He moved faster than he ever had before; the buildings on either side of him were indistinct blurs. He moved so fast he couldn't even make out the colours of the buildings. There was a hospital about four miles away, and Peter, his swings made frantic and swift with adrenaline and fear of losing Mary Jane, was getting closer with every second that passed. Tears rolled onto his cheeks, and were whipped away by the ferocious wind that battered his body as he swung forward in a desperate attempt to reach the hospital. The sky above was turning from pitch black to a dark violet, rimmed with orange and flecked with ruby as the sun rose. Peter screamed in anguish, and everything seemed to slow down. A second became a minute to normal people, their movements slowed sixty-fold. But Peter maintained his speed, reaching the hospital before most people had walked another three metres.

Peter extended his legs and released his last web-line. His swinging momentum swung him forward and he crashed into a hospital window, one his Spider-Sense had implied would be in the ER section.

His Spider-Sense had been correct, and Peter landed in the midst of a shocked couple. The gleaming white ER was filled in the centre by six or seven rows of semi-comfortable chairs. A sealed door lead into the actual emergency rooms where the doctors were. A receptionist, short with black curly hair and a pale complexion, sat at her desk, stunned.

Peter leapt over to her, his web-mask turning from white to grey as his tears wet it.

Peter's voice wavered and cracked as he bellowed, but its volume and huge sense of authority remained.

"_**WHERE IS THE HEART SPECIALIST'S ROOM!" **_he thundered, leaning over the desk.

The receptionist burst into tears, toppling to the ground as she tried to scramble out of her seat. Peter had expected it, and he fired a web at her, catching her in the chest and dragging her back towards him.

_"__**TELL ME NOW! TELL ME NOW! TELL ME, OR DIE!"**_

"Third… Third room on the left," gasped the receptionist, who then fainted on the spot.

Peter leapt into the heart room, ripping the webbing off of Mary Jane's chest and gently lying her down on the surgery table. The doctor looked at Peter for an explanation, sensed the rage boiling inside the young man, and simply moved over to test Mary Jane's pulse. Now that the electric twitches had stopped, the doctor was able to tell Peter the worst.

Mary Jane's heart had just stopped.

Peter simply sighed and slumped forward onto his knees, his head bowing as the doctor started barking orders to his team, who moved in with various medical tools to try to revive Mary Jane.

Peter stood up, shaking with grief, and tore the web mask off of his face. Tears ran freely down his face, and he emitted a cry of anguish. He moved over to Mary Jane's side, and gripped her hand. It was still warm. He sobbed and looked at Mary Jane's open, sightless eyes.

"Come back," he whispered, bowing his head. "Come… back!"

The doctor tapped Peter on the shoulder, but the young man didn't move. The doctor spoke to him after a short pause when Peter stayed frozen. "We're going to try to restart her heart with electricity. She has serious burns, but it's got a fifty-fifty chance of working. You have to let go of her, or you'll be electrocuted as well."

Peter turned, eyes smouldering, and silently let the doctor know that he wasn't moving.

"Okay," The doctor said, avoiding Peter's fiery gaze. "Start the treatment!"

Two of the doctor's assistants leaned over Mary Jane's body, and pressed two defibrillation pads to Mary Jane's unmoving chests.

"Clear!"

The zap of the machines electrocuting Mary Jane filled the room, and her body jolted suddenly. The electricity passed into Peter. The charge would've been enough to knock a normal man into unconsciousness, but Peter's spider-enhanced molecular structure took the blasts with nothing more than a slight, half-second shudder. A machine in the corner of the room, linked to Mary Jane's chest, shown her pulse as zero.

Twenty minutes later, the doctor signalled to his assistants to end the treatment. Mary Jane's body lay still. Her hand was now cold, and her skin was grey. She was irrevocably and irretrievably dead.

…Murdered…

Peter squeezed his eyes shut as fresh tears blurred his vision. Mary Jane's death had been no accident. It had been murder, a killer assassinating her out of the blue.

_I'll find the killer, and I'll make him wish he'd never been born… _A thousand methods of sick torture flowed into Peter's brain.

He turned, and took one last look at Mary Jane. She did not look at peace, as dead people were supposed to. Her face seemed to be twisted in anger and fear, but it could only be Peter's imagination, surely. But it didn't seem like that to him.

A red hue descended upon Peter's vision, and with it, an animal rage and desire to avenge Mary Jane. With the rage burning in his heart, and tears still trickling from his eyes, Peter Parker stormed out of the room; he was heading back to his apartment, to do one thing: modify one of his Spiderman suits. Modify it so that it was coloured black. He was going to create a non-living replica of the black suit that he'd once worn, the one that had created Venom and spawned Carnage, and then set out.

_Maybe I'm not Spiderman anymore, _thought Peter as he fashioned a web-mask onto his face and leapt out of the shattered window, kicking off another dangerously sharp shard of glass. _Maybe I'm Man-Spider… _

Peter extended a hand and fired a web at the tallest nearby building, swung forward, and leapt high into the bitterly cold air. All at once, the stars seemed to disappear above a shroud of dark clouds…


	7. Chapter 7: Hatred

A/N: Spiderman's new costume is based upon the artist's idea by Alex Ross of a black and white Spiderman for the 2002 movie.

Chapter Seven:

Hatred

Spiderman flipped forward and landed on his apartment's balcony. His soaked boots made a loud sucking sound as he walked slowly into his apartment. Instantly, his eyes fell on a small ornament that Mary Jane had loved. His vision suddenly blurred with tears, and he squeezed his eyes shut, feeling his chest heave as his tears started to flow, full and thick.

After a minute of trying to centre himself, Spiderman reached up and ripped the web-mask from his face. Then he moved over to a small sketch-book lying on his computer desk.

Leafing through the book until he found a fresh page, Peter grabbed a pen that lay on the desk. On his journey home, he'd decided against creating a new black costume; the costume had only driven Mary Jane away from him, so he decided to create something new.

After an hour of scribbling, evaluating, and dismissing numerous designs, Peter found a design he liked. The Spider-Mask was, essentially, the same as his normal mask, with the exception being that the eyepieces were now black, but the rest of the costume was very different.

For the neck and top of the torso, the red design with reflecting black lines remained. But this patch narrowed down on Spiderman's back and chest, leaving two downward triangles of web-pattern that ended just above Spiderman's waist. The Spider-emblem on his chest was changed to a blue, and it was slightly larger than his last emblem. The rest of the suit was jet-black, with the exception of the wrists. The wrists had a small flap, coloured red, just in case Spiderman's stingers were triggered again. There was also a small hole to launch webbing.

Peter shook his head and sighed. He stood up, feeling both satisfied and unsatisfied with the costume's design. He walked over to his fridge, opened it, and pulled out a bottle of beer.

With a flick of his super-powered fingers, Peter knocked the bottle's lid off. The lid fell to the floor and landed with a clatter. He ignored it and walked back to his desk, downing the bottle of beer in one long drink, trying to drown his sorrows. His only regret was that he had nothing stronger.

Sitting down, an idea truck Peter for a new colour scheme on his prototype costume. Instead of the traditional red and reflective black colour scheme, perhaps the red should be replaced by white! He kept the Spider-Emblem as blue, and the rest of the body as black.

Peter smiled and stood up. Now he had a design to work from.

Peter worked quickly and frantically. He had all the materials he needed; he always kept a lot of spare material and dyes in case he had to repair a ripped Spider-suit. The work kept his mind of Mary Jane, but his rage was still there. All he wanted to do was find whoever the 'electric-man' was, and kill him.

Peter pulled on the white mask. The mask was made of lighter material than his usual mask, and the larger black eyepieces offered a larger view of his surroundings, not to mention the fact that it made him look very menacing.

Turning to look at the small mirror that hung in Peter's bedroom, visible through the doorway; Peter was amazed at how very sinister he looked. The black and white body would give any villain a fright, particularly in the dark.

Peter pulled the mask off and leaned over to turn on the TV. The screen flickered to life, and the picture of a grey-haired and bespectacled newsreader appeared. The headline read 'Challenge to Spiderman'.

_"A figure, known only as 'Electro', claims to be responsible for the murder of Mary Jane Watson, has sent an aggressive e-mail to the police. The exact content of the e-mail isn't available to us, but our sources claim that it contains a challenge to Spiderman. Apparently, the so-called Electro used to work on the power-lines north of the city, and suffered a massive electric shock which left him criminally insane. The true name of Electro has not been disclosed to the public by the police, however, it is known that Electro was incarcerated in a psychiatric hospital a few days ago, which he broke out of. Apparently, before his electrocution, Electro was already a kleptomaniac, and failed to hold down jobs, resulting in being sacked numerous times. He had been working on the powerlines for just a week when he was electrocuted. Odd reports from his psychiatric hospital mentioned that doctors coming into contact with Electro often suffered minor electrical burns, even after he was moved into an electrically insulated room, and, just an hour after Electro's arrival, there was a major power-cu which only affected Electro's cell block. Several anonymous sources from inside the hospital claim that Electro managed to reinstate power to his room, and his room alone, through verbal commands. Coincidence? Perhaps," _The newsreader stopped, shuffled his reading-copies, and then continued as Peter sat, fixated.

_"Electro apparently blames Spiderman for not being in the vicinity to save him from the electric shock, and brutally murdered Mary Jane Watson with electric shocks whilst Spiderman was pre-occupied, saving actors in a burning movie studio where Mary Jane worked as a camerawoman," _As usual, the news report got several details wrong. _"Two other actors, standing on the roof with Miss Watson to avoid the fire, which had blocked all other means of escape, claim that the figure who electrocuted Miss Watson somehow flew onto the rooftop and simply extended a hand. The actors claim that yellow bolts of lightning came out of Electro's hand and shocked Mary Jane Watson, eventually causing her heart to fail, despite the efforts of Spiderman to get her to a hospital,"_

_"The actors also claim that Electro wore a ridiculous costume consisting of a skin-tight green jumpsuit, yellow gloves and shoes, and a yellow starfish-shaped mask described as ridiculous that covered Electro's upper face."_

The news reporter looked up, and faint murmuring could be heard, probably coming from behind the camera. A second later, there was a tremendous crashed, and an intense, crackling bolt of twisting lightning shot from behind the camera, and hit the news reporter in the chest. The newsreader was knocked out of his chair and bodily slammed into the wall behind him, which depicted numerous world events. A trickle of scarlet blood appeared at the corner of the newsreader's mouth as he slid to the floor and out of the camera's view. A smear of blood on the wall showed that the newsreader had hit the wall with incredible force.

Then, Peter got his first look at Electro.

The murder suddenly stepped into view. His description fitted the one given by the now-dead news reporter. Peter's hands balled into fists as Electro gleefully grinned, revealing teeth that were sparkling white.

Peter grinded his teeth together, his face turning red with anger. He felt his muscles bulge as he tensed them. Black rage bubbled in his heart as he began to pull on his Spider mask.

Electro spoke, and his voice was a raspy hiss of pure malicious hate.

"Spiderman. I killed that woman. I _killed _her. Under your very nose," Electro licked his lips, and blue lightning crackled around his hands. "I know this woman is important to you, as you've saved her from certain death numerous times; I'm sure you've probably seen the news reports, gloating over your own supremacy I expect," Peter bristled, his teeth grinding becoming louder and more insistent. "I killed her. You were powerless to save her. Imagine the pain she must've felt, realising that Spiderman couldn't save her when it mattered most. Just like what I felt as I fell from those powerlines," Electro grinned again, and his eyes, visible through slits in his ridiculous mask, suddenly began to glow a fearsome yellow. "By luck, I survived. I landed in a patch of mud. You could've saved me, you could've been there, but you weren't," Peter gnashed his teeth fiercely and stood up, pulling on his new Spider-suit, trying to shut out Electro's delusional rant.

But he couldn't.

"So, as I'm confident that you'll be out, doing your bit for the city, swinging across town and posing instead of really helping people, or watching the news, I'll await you're arrival tomorrow, at the top of the Chrysler Building. If you don't come, I'll kill someone else. Say… Oh, I don't know, your personal photographer Peter Parker? I'm rather interested in Parker. Particularly his elderly aunt. Imagine if, somehow, she encountered an accident in her home. Maybe she'll be cooking, and her cooker or microwave suddenly malfunctions and sends thousands of electric volts coursing into her body?"

Peter, once again Spiderman, screamed and leapt off of his balcony as Electro continued his half-insane, ludicrously cheesy rant.

Spiderman swung, fast as lightning, across New York. Already, the sun was half-risen, and the sky was an incredibly light blue. Faint white wisps of clouds dotted the sky, illuminated by the brilliantly white ball that was the sun. Below, life went on as normal, the first commuters going to work, heading to the subway or flagging over taxis. Spiderman swung above them all, heading to the Chrysler Building. He wondered if anyone in the huge, anonymous, unforgiving city _actually _cared, actually gave a flying rat's arse, about the life of one man, no, one _kid_, who tried his best to do the right thing, because his one true failure in life to do the right thing, had resulted in him losing the man who'd been like his father from his earliest memory, to his first day at school, to his first part time job, until Ben Parker had been shot and killed by Flint Marko, the man who became Sandman.

It was the threat to his Aunt May that had gotten Spiderman moving so fast. Even the rage in his heart about Mary Jane's death could've been held in until he'd come up with a plan to battle Electro. But he couldn't afford to wait, not with Aunt May's life at risk. The scariest thing about the whole ordeal was that Electro seemed to be clever, to know so much about Spiderman and Peter Parker. That truly worried him. Whereas, someone like Venom, or Carnage, were easier to deal with because he knew where their knowledge stemmed from; the suits' had all of Peter's memories up to a certain point, and Spiderman was relatively comfortable with that, because he actually knew where Venom and Carnage had received their information.

But with Electro…

Spiderman flipped over and landed atop a relatively tall building, just two miles away from the Chrysler building. He could see the tip of the skyscraper, and he paused, admiring the complicated design, the steel which reflected the sun's intense light and glinted so brilliantly. He couldn't see Electro, of course, but he just felt reassured by seeing that the building was so very close.

Sprinting forward, Spiderman leapt the forty metre gap between the building he had been standing on and the building across the wide street. Seconds before he landed on the next building, he shot a strand of webbing at another building, about a hundred metres away. He grabbed the web strand and yanked it just as it stuck to a satellite dish, and the web-zip technique he used launched him forward at about a hundred miles an hour.

After about ten seconds of literally 'flying' forward, Spiderman skidded to a halt on top of another building, this one just a mile away from the Chrysler Building.

_I'll give Electro a fright… _

After ensuring he was facing the Chrysler building, the wall-crawler fired two webs, one from each wrist, at two air-conditioning boxes that were just ahead of him and slightly to either side of him. He grabbed the web-lines and started to pull back on them, increasing the pressure on his super-strong web and then leaning back. The web creaked but it was certainly not about to break. He had created a virtual slingshot, ready to propel him forward as soon as he stopped pulling back on the web.

_Three, two one… _

Taking a deep breath, Spiderman released the web…


	8. Chapter 8: Monstrosity

Chapter Eight

Monstrosity

Carnage rolled onto his side, his symbiote suit writhing in agony. His entire body felt like it was being pierced with fiery needles; a result of his fall at the hands of Spiderman, no doubt. He reached up, his hand trembling, to touch the wound on his neck. Already his symbiote suit was expanding to cover up the wound and replace it with new flesh. The holes in his stomach from Spiderman's stingers were gone, likewise. The venom and the paralysis poison that Spiderman had injected into Carnage had been powerful enough to kill any human being, possibly even Carnage's father, Venom, but not enough to kill Carnage.

Carnage grinned and sat up, wincing slightly. He thought back to his birth.

_Peter Parker paced back and forth on the wooden floor of his apartment, scratching his chin. His black Spider-Suit lay on his photo album, which contained photos of Harry Osborn and Mary Jane, like a dark omen of what was to come. Peter had been trying for hours to get a sample of the black organism that had covered his suit, but the black 'stuff' appeared to have actually become part of the suit's material, much like Peter's Spider-enhanced genes were now a part of his DNA structure. _

_Upon hearing a squelching sound, Peter whirled around. On the ground, was a writhing piece of black ooze, similar to the ooze that had encompassed his suit. Peter quickly grabbed the scientific container that lay on his desk, and advanced on the small piece of ooze. The ooze then seemed to take on a tendril-like form, with multiple legs trying to carry it away from the advancing teenager. But Peter pounced just as the creature tried to scurry under his bed, and clamped the jar over the ooze._

_To Peter, it merely appeared that the ooze had simply dropped off of his suit. But, it was actually a new symbiote, produced by the black suit's reproduction system, which produced a new baby every five years. _

Carnage got unsteadily to his feet, and walked forward, his feet splashing in the occasional puddle that adorned the floor. At birth, as all symbiotes did, he'd learned that he was more powerful than his father. Carnage would've killed Venom had he still been alive; that was normal behaviour for a symbiote, hard-wired into their minds, so that it was even more than instinct. Because, although Carnage appeared wirier and slightly slimmer than the muscle-bound Venom Symbiote, he was actually much stronger, faster, more agile, and could mould himself into whatever shape he saw fit, which was useful for creating weapons. All in all, Carnage was a killing machine. Unlike Venom, who was driven only by the need to slaughter Spiderman, Carnage simply enjoyed killing.

Spiderman cruised through the air, gritting his teeth as he neared Electro. He could see Electro; the green and yellow costume stood out ridiculously well against the steel roof. The villainous murder was leaning in a relaxed manner against the Chrysler Building's spire, arms folded. The casualness of Electro solidified Spiderman's inferno of rage, and he roared as he flew towards Electro.

His Spider-Sense tingled just as Electro extended a long, crooked finger. A white lightning bolt, just like the one the wall-crawler had encountered in the jeweller's last night, shot out, racing towards Spiderman.

Spiderman grunted, and time slowed as his Spider-Sense truly kicked in. Everything except Spiderman slowed down; a second was like a minute. The web-spinner could clearly see the lightning bolt moving towards him at a crawling pace.

Firing a thin tendril of web off to his left side, Spiderman waited until the web found its target; the corner of a building. The web suddenly went taught as Spiderman grabbed it, and used it to swing himself out of the way of the lightning.

Spiderman released the web as time resumed its normal pace. He was propelled away from the Chrysler Building, but he corrected his course by firing another strand of web back at the Chrysler Building.

Swinging back around, Spiderman twisted in mid-air, and a bolt of lightning flew past, inches above his face. The blindingly bright light from the bolt temporarily blurred Spiderman's vision, but the superhero didn't care.

Spiderman landed on the building on the west side of the Chrysler Building. He was about twenty stories below Electro, and a gap of maybe fifty metres separated the two buildings.

Spiderman's breath came laboured and loud, like a bull facing a matador. He lowered his head, ands charged forward.

At the last second, just at the edge of the building, he bent his knees and leapt into the air.

A bolt of lightning flashed past, hitting the building where Spiderman had been a half-second before.

The superhero soared upwards, a full fifteen stories into the air and well across the street.

Spiderman hit the building and stuck to it. He crawled up quickly, and when he was just a floor away from reaching Electro, the villain's head appeared, looking down over the side of the building. Electro grinned nastily.

"Hello, there," he smiled. "Spiderman!" Electro feigned surprise at seeing the hero, and his grin widened. Spiderman fired a blob of web at the evil man, but Electro merely twisted and avoided the fast-moving attack.

Electro's feigned grin turned into a sneer. "Hurts, doesn't it?" he said, and fired a blast of lightning down into Spiderman. His sneer turned into an haunting, malicious laugh.

The hero screamed as his body was enveloped in a sea of burning pain. He lost his grip on the building's sheer wall, and toppled backwards as the lightning tormented him, making him thrash and writhe.

The pain stopped as soon as it had started. But Spiderman was already falling into a chaotic tumble, fifty floors above the cold unforgiving tarmac streets of Manhattan. The wind roared in his pained ears as the ground rushed up to meet him. His muscles were numb and completely unresponsive from the shock, and he could do nothing but scream as he fell, helpless, towards his death.


End file.
